Spider-Man: Problems
by spideyboy487
Summary: Peter Parker has been through a lot lately, and it is only getting worse. It has been two months since the death of Gwen Stacey, and Peter still hasn't gotten over it. Aunt May is in hospital, and Spider-Man is still being called a menace by the whole city. On top of that, Spider-Man has villains coming in from everywhere, affecting his friendship with Harry Osbourne and Mary Jane.
1. Seeing Things

**Chapter One**

_KNOCK. KNOCK. KNOCK.  
_Peter's eyes fluttered open. He rubbed his eyes.  
_KNOCK. KNOCK. KNOCK.  
_"Coming!" Peter sat up and rubbed his eyes again.  
He was on the couch. He heard the chime of keys at the door. Peter looked up and saw his mask on the middle of the floor. The door opened. He shot a web at it, instantly closing it.  
"Peter!" Aunt May called. "Open this door."  
"One second Aunt May!" Peter replied.  
He looked at himself. He was in his costume. "God dammit."  
He grabbed a towel from a basket full of clean clothing and assorted towels. He took his costume off and webbed it to the roof.  
He waltzed to the door and opened it.  
"I was in the shower," Peter laughed.  
"Why is your hair dry?" She asked.  
"I dried it thoroughly." He replied.  
He walked from the slightly opened door and jumped onto the mask and hid it in his towel.  
"What are you doing?" Aunt May asked?  
"Squatting exercise. I do it to get fitter." Peter got up and faced her.  
She looked at his muscles and abs. "Why?"  
"Um. To maintain a healthy body." Peter told her.  
Aunt May chuckled and walked out of the lounge room.  
Peter grabbed his costume and dashed for the stairs.

Peter stuffed his costume in his bag and put his web shooters on. He tied his shoes and walked out from the room and down the stairs.  
"Where are you off to?" Aunt May asked.  
"I'm going out with Harry and MJ," Peter responded. He grabbed a coke can.  
"You have to clean your room. Just because you have graduated school, doesn't mean you abandon chores." Aunt May told him.  
"Later, I love you, bye." Peter closed the door.  
"Peter!" Aunt May opened the door, but he was gone. "Kids."

Peter sat at the café waiting for Harry and MJ.  
"Peter!" He heard behind him. It was a girl.  
He turned.  
_Gwen Stacey.  
_Peter stood up. The chair was forced backwards.  
"But you, you can't be here," Peter stepped back. Everyone was looking at him.  
She looked at him and disappeared into thin air.  
He was seeing things.  
She had died two months ago.  
"Peter, sit down." Harry said, with his hand on Peter's shoulder.  
"I…Something has come up." Peter grabbed his bag and walked off.  
"Peter!" Harry called to him.

Peter sat on the building with his legs off the side. He leaned back and his head laid against the window.  
His spider sense went off, but he ignored it.  
Police sirens went off below him. He grabbed his bag and slowly leaned forward, and fell off the building.

Spider-Man swung around the building and followed the police cars racing down the street, sirens on. He stuck to the building across the road from where all the cars were parked. Spider-Man jumped down to the ground.  
"Freeze!" The cops aimed their guns at him.  
"What's going on here?" Spider-Man asked, completely ignoring the policemen.  
"That's none of your business, menace." The police shouted at him.  
Spider-Man jumped up and swung through a window.  
He walked through the tall building, not knowing at all what was going on.  
"Hello?" Spider-Man called out.  
"Get out or I'll blow it!" A man shouted from the top floor.  
Spider-Man got to the roof of the current room he was in and slowly crept along the ceiling.  
He reached the top floor and hung upside down on a web.  
"Don't do anything rash." Spider-Man said.  
He was startled. "What are you doing here?"  
"I'm here to find out what's going on. The boys in blue down there wouldn't tell me a thing." Spider-Man stayed put.  
"I have a bomb vest on." He said, and pointed to his chest.  
"I see…" Spider-Man landed on the floor.  
"Stay back!" He pulled a small device out with a big red button.  
"Oh, great." Spider-Man shot a web at the device and pulled it to himself. He put it down and shot two webs at the suicide bomber. Spider-Man pulled the bomber towards himself and kicked him in the face, knocking him unconscious.  
He picked up the detonator and swung out the window. He landed on the roof of a police car.  
"You're welcome." Spider-Man handed one of the policeman the detonator.  
"This doesn't change a thing. You killed Captain Stacey." Spider-Man webbed his mouth shut.  
"Captain Stacey was killed by Doctor Octopus." Spider-Man jumped off the bonnet and swung around the building.

"I'm sorry, I don't know what happened." Peter told Harry and MJ.  
"Well you were outta there pretty quickly." Harry told him.  
"It's…it's nothing." Peter smiled.  
"What about a movie huh?" Peter sat on Harry's couch.  
"I have to go," MJ said. "Work, sorry."  
"Oh," Harry said.  
"Well we can tomorrow right?" Peter asked.  
"No can do," Harry told them. "Oscorp stuff."  
"Well, we'll sort something out." Peter said.  
"Bye guys," MJ smiled.  
Peter got up and walked her to the door.  
"So I was thinking, we could possibly do something tomorrow, just the two of us?" Peter asked.  
She giggled. "Just us?"  
"Yeah, why not?" Peter laughed.  
"Are you asking me out on a date?" She asked.  
"Well, not really, I just don't want to be at home with my Aunt tomorrow,"  
"Oh." She replied.  
"Oh?" Peter was stunned. She was actually looking forward to a date.  
"It's nothing." She smiled. "Movies tomorrow, one o'clock?"  
"Sure." Peter smiled back. "Cya then."  
She walked down the pathway and down the street.  
"She is so into you," Harry told him. "Why didn't you say it was a date?"  
"I'm still trying to get over Gwen, Harry." Peter leaned against the door frame.  
"I understand, it took me a while to get over my dad being the Green Goblin and going to prison." Harry replied.  
Peter closed the door and followed Harry into the lounge room.

Peter opened the front door and closed it quietly, incase Aunt May was sleeping. He crept into the kitchen and turned the light on. It flickered a few times and finally turned on. He made a sandwich, and stood there for two minutes eating it.  
He walked upstairs and almost tripped over something in the hall.  
Peter turned the light on and Aunt May lay flat in the hallway, unconscious, barely breathing. 


	2. Kid-Crazy

**Chapter Two**

Aunt May laid on the hospital bed with two nurses treating her. Peter sat on the chair outside the room with a cup of coffee.  
The nurse finally walked out. Peter stood up. "So?" He asked.  
"You may need to sit down," She sat next to him and grabbed his hand. "Your Aunt has cancer."  
Peter looked at her. He let go of her hand and walked down the hall.

Peter screamed on top of the highest building he could find. He squished his cup of coffee. The liquid poured onto his hand and onto the roof. He ignored the pain. Tears strolled down his face. He pulled his hood up and jumped off the building. He streamlined his body and shot a web across to the next building. He swung around his old school and landed on a lamppost. A man with his hood up, ran along the side of the street.  
Peter landed in front of him, his hood concealing his face.  
"What's the rush?" Peter asked, solemnly.  
"I…nothing." He replied and walked back. He bumped into someone.  
"You tried to run from me," The big man he had bumped into said.  
The big man grabbed him by the throat.  
"Hey!" Peter stepped forward. His spider sense went off and he ducked as a large punch swung above him. Peter elbowed him in the stomach and kicked his shin.  
The man grunted and pushed him back. Peter jumped and kicked him in the face. He landed and swirled around, kicking him again in the stomach. The big man fell to the ground.  
"Thanks," The hooded man said.  
Peter removed his hood. "You look familiar….get going," Peter told the familiar faced man. "Before I change my mind."  
Peter webbed him up and called the police. He swung off.

The phone was ringing. Peter grunted. He was on the couch, with the TV still on. He turned it off and slowly slid off the couch. He grabbed the phone.  
"Hello?" Peter greeted.  
_"Annnnd where are you?" _MJ asked._  
_"Home, why….oh." Peter looked at the clock.  
One thirty.  
_"Get your skinny butt down here, movie starts in ten minutes." _MJ hung up.

Spider-Man swung through the street and passed the hospital. He landed on the roof and spun a web down and looked through the windows. A patient came down and saw him.  
"Ugh," She walked off.  
Spider-Man looked at her. It was the nurse that told him that Aunt May had cancer.  
Spider-Man thought he'd check in on Aunt May.

He rushed down the stairs. He came into the theatre. Mary Jane was sitting on a bench looking at her phone.  
"Hey." Peter sat next to her.  
"You were supposed to be here an hour ago." MJ got up and walked toward the exit.  
"MJ, sorry!" He caught up.  
"How could you take a half hour to get here from when I called you?" She was frustrated.  
"I got sidetracked…" Peter told her.  
"Doing what!? Taking pictures? Sleeping?" She walked on.  
"Visiting Aunt May at the hospital." He called to her.  
"What?" She stopped.  
"I came back last night. She had fainted. What caused her fainting, we don't know, but they did some tests. She has cancer."  
MJ turned around and hugged Peter. She was crying.  
"Sorry," She mumbled through tears.  
"You didn't know…. It's fine." Peter replied. "Come on, let's go home."

Peter walked her up the street. He grabbed her hand. She looked at him and blushed.  
"So do you believe all that stuff they say about Spider-Man?" Peter asked.  
"Kind of, I mean, did you see what happened when he fought that big guy with the horn in Manhattan?" MJ replied.  
"He still stopped him from killing people." Peter retorted.  
"They need to reconstruct a whole street and building." MJ told him.  
"That is Rhino's fault." Peter said.  
"Anyway." MJ laughed. "Why'd you bring this up?"  
"I don't know to be honest." Peter chuckled.  
She kissed his cheek.

They got to her door.  
"Well, I'll cya next weekend?" MJ smiled and hugged him.  
"Yep." Peter smiled and released her.  
He stared at her big, beautiful, green eyes.  
He kissed her.  
She kissed him back.  
Ten seconds passed and she released him.  
"Cya." She waved and skipped inside.

"Woo hoo!" Spider-Man swung around a flag pole and up into the air.  
The sun was just going down.  
He landed on the side of a building.  
"Peter," A voice behind him called.  
Spider-Man turned and Gwen Stacey stood there.  
"You love me, not her, right?" She started crying.  
Spider-Man took his mask off and dropped it.  
"Gwen…" He walked towards her. "I love you…"  
He walked through her and fell off the building.  
He put his hand out and grabbed the ledge of a window. His body slammed into the brick.  
"Ow." He crawled up the side and pulled himself onto the building top. He picked his mask up and pulled it on. Something behind him exploded. He turned and water was flying high into the sky, along with bits of rubble and fire.  
Spider-Man ran to the side of the building and jumped off. He swung across the road and into the park where the explosion occurred.  
_Spider Sense.  
_Spider-Man jumped as Sandman sent a huge sand-fist in the air. Spider-Man landed in front of him. He punched him in the chest and his hand went straight through. He pulled his hand, but it wouldn't budge.  
Sandman made a sand-mace out of his hand and struck at Spider-Man.  
Spider-Man moved his head and it hit his shoulder.  
"AGHHHHHH!" Spider-Man yelled. His Spider Sense went off. He did a cartwheel and ripped his hand free. A rock collided with Sandman. It went straight through his torso. He exploded into a huge sand pile.

Dennis Chapman sat in front of his TV. He watched footage of his hero, Spider-Man, fighting the Rhino in Manhattan. He was 14 and was obsessed with Spider-Man. He had a replica costume and posters of him everywhere.  
He had several recorded tapes of him. He even had his own costume to fight crime in. It was also the perfect chance, seeing as he set a bomb in the park where he saw Flint Marko and Morris Bench talking.  
Dennis put his black skinny jeans on and his blue and red runners on. He put a black shirt on and a leather red jacket on. He put a black bandana around his mouth and a black mask much like a ninja turtle mask around his eyes. He made sure his hair was spiked up at the front.  
"Looking good." He winked to himself and opened his window, and climbed to the roof using the ladder.  
He stood on the roof and put one foot on the ledge.  
"Watch out crime! It is I! Kid-Spider!" He jumped off the building, completely forgetting he had absolutely no super powers what so ever.

_To be continued…_

_So what do you guys think? Please leave a review and follow and favourite the story! Thanks!_


	3. Merc With A Mouth

**Chapter Three**

Spider-Man shot a web at the wall across the road and pulled it back. He let go and landed in the middle of the road. He used his web to make a perfect hammock-like web. It caught Kid-Spider as soon as his spider sense went off. Sandman grabbed Spider-Man in a headlock.  
"AHHHHHHHH!" Sandman let go and turned around.  
Spider-Man used the distraction to his advantage. He kicked in the back of both Sandman's knees. He fell over. Spider-Man kicked him across the face and he was unconscious.  
"Hooray!" Kid-Spider laughed.  
Spider-Man looked at him. "How old are you? Why did you jump off the roof?"  
"I jumped off to help you! I'm 18." Kid-Spider put his hands on his hips.  
Spider-Man looked at him. "You look 10. Go home kid. I don't need any help."  
His spider sense went off. "GET DOWN!"  
Kid-Spider hit the deck as a body of water collided with Spider-Man and sent him soaring onto the road. Hydro-Man stood above Spider-Man. He was shirtless and had a pair of boardshorts on.  
"Hydro-Man!" Kid-Spider yelled.  
He turned.  
"Idiot." Spider-Man vaulted his legs into Hydro-Man's face and shot a web onto his chest. He swung him around a couple times and through him over the building.

Harry sat at his desk. He was asleep. The door burst open and we woke up instantly.  
"Yes?" Harry asked.  
"It seems as though someone is stealing all of our money." He said calmly.  
"WHAT?" Harry got up.  
"All the money in the bank, it's going down slowly." He told him.  
"Call the police!"  
"Done."  
"Can you trace it? CAN ANYONE TRACE IT?"  
"How do you mean?"  
"FIND OUT WHERE THE MONEY IS GOING?" Harry jumped over his desk, knocking over his picture of Peter, MJ and himself.

Harry ran into the room and saw one of the scientists typing away at his computer.  
"Mr. Osbourne! The money is going into a bank account with the name 'Octavius'." He told Harry.  
"Octavius?" Harry wondered.  
"Doctor Octopus, as he is known…sir."  
Harry grabbed him by the coat. He just screamed and let him go.  
He ran out and down the hall. He pulled his phone out.  
"I have a job for you," He told the person on the phone.

Otto Octavius laughed hysterically. "Soon we will have all of the money from Oscorp. With Green Goblin jailed, we will most probably get all of it. And the best thing is, Spider-Man doesn't know a thing.  
He laughed more.  
"Doctor," A man in the shadows said.  
"Yes?" Otto replied.  
"Is it nearly done?" He asked.  
"Oh yes. We just need a…sample." Octavius laughed. "And I already have someone out to get it."

Spider-Man punched Sandman in his cheek. The right side of his face flew off in bits of sand, and into the pond beside them.  
Spider-Man shot a web at the tree to his left. Sandman formed a hammer and hit it into Spider-Man's chest as he went flying towards the tree.  
"AHHH!" Spider-Man was winded.  
Sandman laughed.  
Hydro-Man appeared beside him.  
"Not the most likely team up to occur is it?" Spider-Man asked from his position on the ground.  
"Whatever gets the job done," Hydro-Man laughed.  
Spider-Man punched Sandman in the chest. His fist went straight through.  
"Oh Spider-Man." Sandman laughed. "Don't you ever learn?"  
"Actually yes. Do you know what happens to sand when it is mixed with water? It turns into mud. But you know that from experience, don't you?" Spider-Man told him.  
He grabbed the end of Hydro-Man's drenched shorts and pulled him into Sandman. Mud was already forming.  
Spider-Man pulled his fist away with ease and waved. His spider sense went off, but it was already too late.  
The needle was in his arm. It took out a blood sample.  
Spider-Man pulled it out and looked up. A man on the roof, who was, from this position, a silhouette.  
Spider-Man broke the needle and the blood spilled onto the grass. "Too easy,"  
And then he fainted.

MJ sat next to Aunt May. "Can I get you anything?"  
"No dear, that's quite fine. But you could call Peter? I haven't seen the boy in a few days. I'm worried." Aunt May smiled.  
"I'm not sure where he is at the moment, but I will give him a call. I'll be right back." MJ smiled and skipped out.  
Outside she clicked on Peter's phone number and called it.  
_Ring. Ring. Ring.  
_No answer.  
_Ring. Ring. Ring.  
_Still nothing.  
MJ hung up and walked back in.  
"Sorry May, no answer. I'll be sure to bring him tomorrow." She smiled and sat back down.

"I don't usually take down guys like this." The man in the shadows said to Harry Osbourne.  
"He is taking all of our money. I am going to pay you Five thousand." Harry told him.  
"Be back soon!" He ran out in his red and black spandex.

Otto Octavious used his tentacles to carefully use Spider-Man's blood sample and fuse it with the tiny amount of symbiote they had left.  
"That should take some time to take effect." Octavius said to the man, now sitting down.  
There was a knock behind them.  
"Who's there!?" Octavius used his tentacles to get up and walk forward, slowly. "Spider-Man!?"  
"Nope, keep guessing! _I bet he can't!_" The man in the shadows laughed.  
"How did you get here!?" Octavius asked. "Get my flashlight." Octavius told the man sitting down.  
"Someone hired me to stop stealing from him. _Tell him to guess!_" The man said. "GUESS!"  
"Osbourne hired you?" Octavius grabbed the flashlight with a tentacle and shone it in the dark.  
Deadpool jumped out and swung a sword at Doctor Octopus. He blocked it with a tentacle.  
"I told you to guess! _Yeah!_" Deadpool yelled, as he attacked Octavius.  
"Why are you doing that?" Octavius asked. "Talking to yourself?"  
"Cos I can! _YOLO! _What did I say about that word? _Sorry!_" Deadpool laughed to himself.  
"I will pay you twice what Osbourne is paying you if you forget about this and leave, and never tell a soul where I am." Doctor Octopus told him.  
Deadpool thought for a minute. He sheathed his swords.  
"Good." Otto said.  
Deadpool brought his hand out. His fingers were crossed. He grabbed a dagger from his leg and threw it at the machine behind Doctor Octopus. It stopped the transfer.  
He brought a gun out and aimed it at Otto.  
"This gun will go through any and all materials. Transfer the money back to Osbourne's account, Squid-Man."  
"Fine." Otto replied. He turned and started playing with the controls.  
"Gullible retard. _You tell him!_" Deadpool laughed to himself.  
"What?" Otto turned.  
"Nothing, carry on." Deadpool kept the gun up.

Spider-Man woke up in a child's room. Photos, posters and pictures of himself were all over the walls.  
"What the…" Spider-Man got up.  
Kid-Spider stood, facing the window. "You're awake."  
He had his mask off.  
"Who are you?" Spider-Man looked around.  
Kid-Spider was taller than before, about as tall as himself.  
"Why are you all of a sudden tall?" Spider-Man looked around once more. "Why are you stalking me?"  
"I've been watching you for a while now, Spider-Man. I know all your moves in combat. I know your stupid wisecracks. And I know who you are, Peter." He laughed and turned around.  
His nose was off his face.  
"What the…?" Spider-Man stepped back.  
He put his hand on his neck and pulled up. His face started peeling off. His eyes dropped out and his hair fell off. His ears fell onto the floor.  
"Ah!" He said and laughed.  
"Who are you?" Spider-Man asked.  
"You may call me….The Chameleon!" He laughed and pulled out a gun.

_To be continued…  
__

Please give reviews! The more reviews I get, the quicker each chapter comes, so please review!


	4. False Awakening

**Chapter Four**

Doctor Octopus finished the transfer.  
"There," Otto said to Deadpool.  
"Cheers." Deadpool shot at the machines.  
"NO! ALL MY WORK!" Otto turned and used his tentacle to knock Deadpool back. He went flying back and slid across the floor.  
The man sitting in the chair came out of the shadows and grabbed the symbiote. He snuck off, keeping to the shadows.  
Deadpool got up. "Gee whiz Doc. Calm down, it's just a computer and a few other techy-wechy gizmos."  
"THAT WAS ATLEAST A QUARTER OF MY WORK YOU TIGHT-WEARING FOOL!" Octavius grabbed a large metal pole with his tentacles and threw it at Deadpool. It went straight through his chest. Blood dripped onto the floor.  
"Ouch," Deadpool gripped the pole with both hands.  
He started pulling himself off.

Spider-Man stared at the white faced "Chameleon".  
"You know…everything?" Spider-Man said.  
Chameleon kept the gun aimed directly at his face.  
"How's your Aunt? It must be tough, knowing she is probably going to die." Chameleon laughed.  
"What do you want?" Spider-Man continued.  
"Remember when everyone used to love you? When everyone thought you were the hero the city deserved. Then things went to hell when Jameson started printing about you." Chameleon kept the gun up.  
Spider-Man stared.  
"Anyway." Chameleon continued.  
He shot the gun.  
Spider-Man moved his head and a tranquilizer dart stuck in the wall. Green liquid leaked onto the wall. _Spider-Sense.  
_Spider-Man dived forward and grabbed Chameleon by the shirt.  
"I haven't done a thing wrong." Chameleon laughed.  
He was right. If anything, he tried to help Spider-Man in his fight with Hydro-Man and Sandman.  
Spider-Man dropped him.  
Chameleon stuck a dart into his leg and the green liquid went in.  
"No more spidey sense for you!" Chameleon laughed and kneed him in the stomach. He pushed him back. "In a few hours, I will be a well-known criminal. Your next question is probably going to be 'how'. So I'll tell you. I will blow up Oscorp."

"Deadpool escaped." Octavius said to the man who took the symbiote, over the phone.  
_"Out of curiosity, how did you get Spider-Man's blood?" _The man asked him.  
"Chameleon got it while he was asleep, and delivered it via Kraven the Hunter, who provided a distraction by shooting him with a sleeping dart." Otto replied.  
_"Chameleon?"_ He asked.  
"A mad man who takes on the shape of others. He is going to blow Oscorp up with my aid. Our plans are delayed now, because of that stupid Merc with a mouth." Otto replied.

MJ tried calling Peter before she left to the hospital.  
No Answer.  
She got a bus down to the city and walked the rest of the way. In the hospital, Aunt May was asleep. She grabbed a coffee and sat in the cafeteria.

Chameleon left the house while Spider-Man recovered from the drowsy effects of the spider-sense drug.  
Spider-Man got up and rubbed his stomach. He smashed a window and jumped out. He spun a web and swung around the corner. He knows his main priority should be going to Oscorp, but he needed to do a few other things.

Peter called MJ.  
_"I'm at the hospital. Aunt May's asleep. Where have you been?" _She asked  
"I was…busy." Peter told her. "I'm on my way, I will be twenty minutes, thirty at the most."  
He hung up.

Walked into the cafeteria and sat down beside MJ.  
"Where have you been?" MJ asked him.  
"I told you." Peter said.  
"No, you said you were 'busy'." She replied.  
"I was." Peter told her.  
"Whatever." MJ leaned back and sipped her coffee.  
Peter looked at his phone and at all the messages.  
All from MJ.  
"Where's Harry?" Peter asked her.  
"Work crisis." She told him. "Actually, I was going to bring some lunch to him after this, wanna come?"  
"I would…but I can't." Peter told her.  
"You know, you have been really weird since we left school, I mean you did this during school, but why have you been doing all this? Delaying our outings? It's like you never have time for us." MJ asked.  
"I've been busy, MJ." Peter told her.  
"Busy?" MJ retorted. "Busy?"  
"Yeah," Peter started.  
"You have no job. You don't go to university, heck, you don't even have a girlfriend?" She told him.  
He was shocked. He was sure that they were together. From that kiss.  
"What about you? You have no boyfriend either." He said.  
"I met a guy the other day. After the night you walked me home." She replied.  
Peter didn't say anything.  
"I am going to go. Tell your Aunt that I couldn't make it." She walked out.  
Peter turned and watched her go.  
_"Tsk. Tsk. Tsk." _A voice behind him said.  
Gwen sat there. "Just tell her who you are,"  
"I can't. She isn't like you were. She isn't as stable." Peter told her.  
"She is very stable. You just don't want to hurt her, that's all." She laughed.  
"Why are you here, Gwen?" Peter asked her.  
"I'm dead. I can be anywhere I want." She smiled. "Get your life sorted, Parker."  
She disappeared.  
Everyone was looking at him. After all, he was talking to himself.  
He walked out.

"Well, goodbye young man, I'll see you tomorrow or the next day." Aunt May smiled at Peter as he left.  
He walked down the hall. He saw the nurse that had told him Aunt May had cancer.  
"Oh, hey Peter." She smiled. "How's your Aunt?"  
"She's doing great." He said.  
She knew that was false.  
"Well I better get back to work." She smiled.  
"Wait," He said, and quickly read her name tag. "Becca, um. I was wondering if maybe you'd wanna go out some time? Maybe get something to eat?"  
She blushed. "How old are you? I don't wanna feel like your mum." She laughed.  
"I'm 19," He told her.  
"I'm only 20," She laughed. "Here's my phone number. Come to the movie on Saturday at 10 okay Peter?"  
"Morning or night?" He asked as she walked away.  
"Night," She called back, smiled and walked off.  
He smiled to himself and walked the opposite way.

Peter woke up on Thursday morning. The phone was ringing, yet again.  
He picked it up and started with the usual 'Hello'.  
_"PETER COME QUICK, THE HOSPITAL! NOW!" _MJ yelled.  
He hung up the phone and grabbed his mask. He was already in his costume.  
He jumped out the window and swung through the street. He passed MJ's house and carried on.  
He passed Harry's house and a few others.  
He reached the hospital.

Peter burst through the doors and ran in. MJ sat out the front of Aunt May's room.  
"Peter, she…she's…" She started crying.  
"No, no, no, no, no, no, no." Peter walked passed her and into the room.  
Aunt May laid flat on the floor.  
"NO!" He screamed. He kneeled beside her.  
A man stood in the corner.  
"You knew this was coming, Pete." He said.  
He cackled.  
"No…" He looked up. "It can't be."

Peter woke up screaming from a nightmare. It was terrible.  
He looked up and MJ stood there covering her mouth. She was near the door.  
He looked at himself. He had his costume on.  
She opened the door, but he used his web to close it.  
"You can't tell anyone, okay?" He crept closer. "Okay?"  
She stood back.  
Peter grew super sharp teeth and his eyes turned bright green.  
"OKAY!?" He jumped at her.

Peter woke up again. For the first time in his life, he had experienced false awakening.  
But why?

_To be continued…_

So what do you think? Please leave a review, very much appreciated.  
And please in that review, include whether or not I should keep Deadpool in the story? I know a lot of people love Deadpool (Including myself) and I'm not sure whether or not to make him leave the story or stay.  
Thanks_  
_


	5. Spider-Sense Bomb

**Chapter Five**

**A Few Days Later…**

Peter sat on the bench at the park. He held his head in his hands as his spider sense went crazy. The last he had experienced this was when he last saw Carnage. Before that, it was when he first got bitten by that radioactive spider, which started all this.  
It started going crazy last night. He didn't even know why.  
And then there was that false awakening the other day. He didn't even know what it was about. The teeth the green eyes. And then there was Aunt May's death.  
Peter looked up and heard someone call 'duck' from behind him.  
He ducked his head and a Frisbee came flying from past his head.  
Gwen appeared next to him on the bench.  
"Nice timing," Peter told her.  
"How's your head?" She asked.  
"What?" He was confused.  
"With the spider sense?" She laughed.  
"Oh yeah," He started. "It's easing now, you must be my anchor or something."  
"I highly doubt me, a figment of your imagination, is an anchor. She probably is." Gwen pointed ahead.  
Peter turned his head and Mary Jane was walking towards him.  
"You're up early," She sat down and Gwen vanished.  
He checked his phone.  
_9:00 am.  
_"So I am," He replied. "How are you?"  
"I'm good, what about you? Aunt May?" She asked.  
"I'm fine, she's…got cancer." He put his head back.  
"I'm sorry about the other day…that wasn't the best way to tell you I have a boyfriend." She told him.  
"It's fine, which reminds me, I have a date in an hour, I have to get ready." He smiled. "I'll catcha later."  
"Okay, um, bye?" She got up and waved.  
"Oh, and who's the special guy?" He was walking backwards.  
"Oh, this guy from high school." She laughed and walked off, as did he.

"AHHHHHHHHHHHH!" Peter held his head. "STOP!"  
"Having trouble?" Gwen leaned against the wall.  
"It hurts too much!" He yelled and fell to the floor.  
It died down. "You're definitely my anchor."  
"Alright then…" She told him. "I may as well take you to your date.  
"I'm web swinging there," He told her.  
"I'll fly." She smiled and ran through the front door.

Peter stuck to the wall and Gwen appeared next to him, hovering in midair.  
"Wow, this is fun!" Gwen laughed.  
"Can you even _have _fun anymore?" He asked.  
"I'm not quite sure." She laughed and dropped to the ground, landing perfectly safely on the ground.  
Spider-Man turned his gaze downward. He saw a familiar face across the street. He looked closely and he signaled for Spider-Man to come.  
He followed the man down an alley.

Doctor Octopus called the man who had taken the symbiote.  
_"Hello doctor. The suit is making Mr. Parker's spidey sense go mental." The man on the other end laughed.  
_"Good, now reveal yourself. Show him what's really making him go crazy!" Octavius laughed an evil laugh.

The Chameleon wore the face of an old man working for Oscorp. He had used a drug to make his height decrease slightly, a far less amount than used to make himself child sized.  
He walked out of an elevator and tipped his hat to a few passersby. He reached Norman Osborne's office.  
"Morning Mr. Osborne." He said in an old man's voice.  
"Good morning, Angus. Fine day, isn't it? The breeze is wonderful." Harry looked out the window. "I've been on the job for days on end and I feel the need for a break. Will you take over for the remainder of the day?"  
"Oh, but of course." He stood next to him. "What were you saying about the day?"  
"The breeze, it's amazing." Harry smiled.  
"Well, why don't you take a closer inspection?" He pushed him out the window and listened to him scream all the way down.

"Yoink." Deadpool jumped out the window and caught Harry. He fell with him a few stories and threw him through a window, a few stories above the ground.  
Deadpool landed on the pavement with a splatter. Blood was everywhere and his bones were broken in several places.  
"OW! _Calm down…_" Deadpool muttered.

Spider-Man followed the man through the shadows. "Who are you?"  
He turned. "Hey kiddo." Uncle Ben smiled.  
"Uncle Ben!" Spider-Man gasped. He pulled his mask off. "Wha…How are you here?"  
"It was all just an illusion kid. I'm not really your uncle. How stupid are you?" He disappeared.  
Mysterio stood at the end of the alley.  
"Spider-Man! Or should I say, Peter Parker!" He laughed.  
"Oh we are going to have quite some fun with you!" Mysterio laughed.  
"We?" Spider-Man pulled his mask on.  
"Yes, we." A voice behind him said.  
He knew that voice.  
That voice had haunted him before. The voice that brought anger and hate.  
Spider-Man turned and saw Eddie Brock.  
His spider sense was going nuts.  
"Hello, Peter." He laughed. The symbiote crawled onto his bare skin.  
"WE ARE VENOM!" Venom laughed.

_To be continued…  
__

I know this one is short, but it doesn't matter, the next few will be longer than the average length.  
What did you think though?  
Please review! It would mean a lot! 


	6. Venom vs Spider-Man

**Chapter Six**

Harry Osborne stood up. He had cuts and bruises all over his face. He didn't know what had happened, but he remembered that he had been pushed from the top floor.  
He left the current room he was in and called out for security. A few guards approached him.  
"What happened sir?" They asked.  
"Someone threw me out the window. Top floor." He told them.  
They marched to the elevator and took it to the top floor.

Deadpool slowly healed himself. People from all around stared in shock and awe.  
"Yeah, yeah, go away." He told them.  
He slowly sat up. His spine had painfully realigned, but his legs were massively disfigured and may have needed time. He slowly dragged himself, leaving a bloody trail, to the door of Oscorp. He slid in and everyone stopped and looked.  
"How you all doin'?" He waved and slid to the elevator.  
He clicked on the floor that he had thrown Harry into. The elevator played soothing music. Deadpool hummed along with it.  
The doors opened and Deadpool slid out. Blood was all over the elevator and it was rushing along the floor.  
He saw Harry in front of him. "Hey! Osborne!"  
Harry turned. "It's about time! I already transferred the….What happened to your legs?"  
"I saved you, dumbass." Deadpool dragged himself closer.  
"That wasn't Spider-Man?" He asked.  
"Spider-Man wouldn't have tossed you through a window. He can fly. _Duh._" Deadpool told him.  
"He can't fly, he has those webbings." Harry replied.  
"I want extra money for saving your ass." Deadpool told him.  
"Nah, I thought of it as more of a solid, not a 'hero-for-hire' thingy." Harry told him. "You're leaking blood everywhere."  
"It's my legs. They are barely attached to my body." Deadpool laughed. "It's so cool!"  
"That's disgusting. I'll transfer an extra two grand to your account." Harry said. "Now stop leaking blood everywhere."

Everything turned black. Spider-Man faced Venom. "We have been waiting for this Spider-Man!"  
Venom ran at Spider-Man. Spider-Man shot a web at Venom's chest and swung him into blackness. He heard a banging sound and the world was back to normal.  
There was a gaping hole in the wall. Venom jumped out and sent a symbiotic tentacle at Spider-Man. It grabbed him around the throat and brought him closer to Venom.  
"You can't win, Venom!" Spider-Man shot webs at his eyes. He dropped to the ground and breathed in.  
"You are wrong Spider-Man! We are Venom…"  
Spider-Man webbed his mouth shut. "Yeah, yeah."  
His spider sense went off. He ducked as a sword came flying over him and went straight passed Venom and disappeared.  
Spider-Man turned to look at Mysterio. He jumped up and swung into Mysterio, knocking him back. He kept swinging and headed for the bell tower.

Becca looked at her watch. Peter was 10 minutes late. She got her phone out and clicked on Peter's number. She called him.  
_"Hey Becca!" _Peter was breathing heavily like he was running.  
"I'm at the movies, where are you?" She laughed.  
_"Just give me ten minutes, I didn't realise the time." _He hung up.  
"Oh boy." She sat down.

Octavius watched Venom chase Spider-Man. He started typing on computers and other machines. He figured out where Spider-Man was going.  
"Venom!" Octavius yelled. "Brock!"  
He wouldn't answer.  
"ARGH!" Otto turned everything off and left the lab. He rushed up the secret tunnel which ran underground and climbed into an elevator, which was too slow for Octavius' liking.  
He reached the top and crawled out a sewer pipe, not easily, he was getting fat. A car came flying at him. Octavius used two tentacles to flip it over him. It landed on another car.  
"HA!" He walked up the street, people were running away, frightened.  
Doctor Octopus climbed a building side and onto the roof. He looked over and saw Spider-Man approaching the bell tower.  
"Got you!" He climbed over the building tops with ease.

Deadpool stood up. His legs had basically healed. He walked to the elevator and pressed ground floor. He hummed the song and tapped his foot while he waited. There was a loud bang and the elevator dropped, fast.  
"Whoa!" Deadpool grabbed on and the elevator slammed into the ground floor. He barely got the doors open. He got out of the elevator.  
"Who are you?!" He looked up and saw something on the wall looking down at him.  
It jumped down into the shadows and walked out.  
"Oh," Deadpool sighed. "You."

Aunt May's heart rate was rising. Fast.  
"We need more doctors in here!" One of them called out.  
A nurse whispered into his ear.  
"I know! But we can try!" He yelled. "Don't die on me now, May!"

Venom punched Spider-Man across the face. He fell back and hit the bell tower, and fell down through a wooden floor and hit the ground beneath.  
Venom screamed in high pitch at the sound of the bell.  
Doctor Octopus rushed in and stopped the bell from moving. "Get him! I'll take the bell away!"  
Venom jumped down to where Spider-Man had fallen. He landed on Spider-Man.  
Spider-Man groaned.  
"We will eat your guts!" Venom scratched him on chest with his razor claws.  
He started screaming again as Doc Ock ripped the bell from its place.  
"STOP!" Venom screamed from below.  
Spider-Man kicked Venom off himself. He went through a door. Spider-Man followed him and started punching him consecutively.  
"The symbiote was supposed to be destroyed!" Spider-Man knocked him back with every punch.  
"Octavius helped with that." Venom countered a punch and kicked him in the hip.  
He grabbed Spider-Man by the ankle and threw him through the wall to his left.  
"HAHAHAHAHA!" Venom grabbed Spider-Man by the ankle with a tentacle. "I have you now!"  
Spider-Man suddenly sprang into action. He kicked Venom in an uppercut motion. He punched Venom in the jaw and kneed him in the stomach.  
Spider-Man swung out the door as the bell collapsed to the ground.  
Doctor Octopus climbed down the wall. Spider-Man webbed his large mechanical arms to the wall of the bell tower.  
"NO!" He screamed.  
Venom screamed in agony.  
Spider-Man grabbed a long piece of wood and hit the bell several times until it broke.  
Venom was screaming. He kept hitting it with his hard punches until the symbiote crawled off Brock's lifeless body. Spider-Man webbed it up and spun it around a few times, and let go. It headed for the ocean.

Deadpool was thrown outside. He rolled across the road.  
"That hurt!" Deadpool rubbed his arm and got up.  
The mysterious man walked out of the shadows.  
"Go fight Spider-Man, he is your guy." Deadpool told him.  
Carnage showed himself. "CARNAGE!" He started smashing all around him and throwing large chunks at Deadpool.  
"Why are you here man?" Deadpool dodged everything.  
"I'm here for the rest of the symbiote," Kasady laughed.

The Doctor called it. Aunt May had died so suddenly. Even for a cancer patient that was quick.  
One if the Doctor's kicked a bottle of water over and walked out, head in hands.  
The Nurses were crying.  
"I'll call her nephew," One of the Nurses strutted out.

_To be continued…_


	7. Imposter

**Chapter Seven**

Carnage clawed at Deadpool, catching him on the chest a few times.  
"How are you even here!?" Deadpool shot at him. "_We thought you were dead!" _  
Carnage cackled and slashed for his throat, just missing.  
Carnage jumped back and landed on the bonnet of a parked car. "When Spider-Man thought he had destroyed it, there was still part of the symbiote inside of me." Carnage started.  
"Heh, you said 'inside you'." Deadpool pulled his sword out and charged at Carnage.  
He swung it into Carnage's hip. Carnage brought his hand down and blocked it with a sword shaped arm. He kneed Deadpool in the chin and kicked him in his abdomen.  
"OH! Right in the nuts!" Deadpool fell down and held his crotch.  
Carnage walked over and placed his claw to Deadpool's throat. "I'm not sure who you are, but you can go die now!"  
"Go ahead! Kill me!" Deadpool laughed.  
Carnage shoved his claws deep into Deadpool's throat.  
Carnage laughed evilly.  
"Why were you in Oscorp?" Deadpool said, barely making noise.  
"Someone was working on how to get the suit on me for money. And I killed him!" Carnage removed his claws and shot a thick gooey red line from his arm into the air, swinging from it.

Spider-Man grabbed Eddie Brock and punched him. Spider-Man lowered him to the ground and tied his hands up with webbing.  
_Spider Sense.  
_A tentacle came up behind Spider-Man and grabbed his back. "WHY!?" Doctor Octopus held him still with two tentacles.  
Spider-Man struggled to escape. Otto started punching him repeatedly. Even though he was weak, the punches were making Spider-Man feel woozy.  
His spider sense went off again. An explosion behind Octavius sent them flying onto the floor. Mysterio walked in.  
"Quentin! Where have you been?" Octavius got up and came over to him.  
"Chameleon made a huge mess. He tried to kill Osborne." Mysterio told him. "Carnage is back as well. He killed Deadpool. Well he did for now."  
"Hang on a second," Spider-Man got up. "What happened to Harry? Carnage? Deadpool?"  
His spider sense went off. Mysterio punched thin air and a huge fist came out of nowhere, sending Spider-Man off his feet.  
Doctor Octopus picked him up with two tentacles, one on each foot. He threw Spider-Man up to where the bell used to be. He came flying back down. He tried to stop his fall with webbing, but his web shooters clicked and he landed on his shoulder. "OW!"  
The villains laughed. Mysterio flew over to him and punched him, knocking him out.

Chameleon got the Peter Parker disguise on and put the costume over the top of it.  
"Are you sure this will work?" Doctor Octopus asked.  
"Quite sure," Chameleon laughed, using Peter Parker's voice.  
Mysterio walked in with his glass helmet off. "What am I supposed to do?"  
"Stay in the croud and make sure everything goes as planned." Octavius laughed.

Peter woke up in bed. He walked to the kitchen and saw a note on the bench.  
_At 2pm, go to Midtown High. The Stage out the front.  
_Peter looked at the time.  
1:30pm.  
The last he remembered was being knocked out by Mysterio and being told Carnage was back.  
What a day.  
Peter looked everywhere but couldn't find his costume. "Dammit!"  
He sat down and got his shoes on.  
The phone started ringing.  
He picked it up. "Parker residence."  
"Hello, Spider-Man. This is Doctor Octopus. We have taken the liberty of revealing your true identity to the civilian population of the world. It will be televised. Good bye." He laughed and hung up.  
"NO!" Peter got a hoody and put a bandana around his mouth. He reluctantly, still had his web shooters. He refilled them with web fluid and left the house.

Peter stuck to the wall behind everyone. The stage was empty. There was a huge curtain that had "The Reveal of Me" with a Spider-Man mask on it. He saw two Daily Bugle vans off to the side, with J. Jonah Jameson himself in one of them.  
Policemen surrounded the place, probably to arrest "Spider-Man".  
Everyone was cheering Spider-Man's name. The only time they have ever cheered for him, and it isn't even Peter.  
Chameleon walked out donning the costume. He waved his hand out to everyone.  
"Hey guys," He said, as the cheering died down. "I know that most of you hate me, and are here to see me reveal who I am underneath, but once I have done this, I'm not going to stop crime fighting. Because no matter who I am, I will always have enemies. I will always be Spider-Man."  
He put his hands to the neck part of the mask. He lifted it up passed his nose, and took it off.  
"My name is Peter Parker." He said. "And I am Spider-Man."  
Everyone was shocked.  
"That nerd!?" Someone from the audience shouted.  
"I went to school with that geek!" Another yelled.  
Peter couldn't stand it. He swung down on a web and landed on the stage in a usual spidey-like pose.  
"Spider-Man is not Peter Parker!" He yelled. "How could a geek like that be Spider-Man?"  
Everyone looked at him.  
"I am Spider-Man!" Chameleon told him.  
"No. You are an imposter. I am Spider-Man." He told them. "Doctor Octopus took my costume. He teamed up with Mysterio and this imposter; the Chameleon!"  
Peter pointed to someone in the audience. "Quentin Beck!" He shouted.  
Everyone looked.  
"Or should I say, Mysterio?" He laughed.  
He backed away and tried to run, but the police stopped him.  
Peter shot a few webs at the imposter Spider-Man and pulled him down onto the ground. He jumped on top of him and pulled his hair up, bring his face off. His eyes dropped out, along with his nose and lips.  
"No!" He yelled, struggling to get out.  
"Ladies and Gentlemen! The Chameleon!" Spider-Man got up and threw the face into the audience.  
There were 'oo's' and 'aa's' all around.  
Spider-Man took the costume off of Chameleon and left him in his underwear.  
Everyone laughed. He webbed him up and left him to the authorities. "Why he framed this 'Peter Parker', I'm not sure, but why would a nerd be me, right?" He called to the croud.  
"Hey Spider-Man, you're actually really cool!" Someone called.  
Everyone started agreeing.  
"We don't agree with JJJ anymore! Go Spidey!" They all cheered.  
Peter felt happy. He waved to the croud and shot a web onto the building across from the school and swung off.

Peter rushed to the hospital. He saw Becca sitting with MJ and Harry. The girls were crying and Harry had his hands in his hair.  
"Peter," He said to him. "Did you hear anything?"  
"What?" Peter started. "What's wrong with them?" He asked.  
He looked to Aunt May's room. The door was closed. He tried to open the door, but it was closed.  
"NO!" He shouted. Harry grabbed his shoulder. Peter pulled his shoulder free and kicked the door open in one kick.  
"AUNT MAY!" Peter sat next to the bed. Tears strolled from his eyes. "NO!"  
Harry stood next to him. "Peter, keep it down."  
"MY AUNT IS DEAD. MY UNCLE IS DEAD. MY PARENTS ARE DEAD!" He stormed out.  
Flash Thompson stood out in the hall, hugging MJ.  
Peter ignored them and ran out of the hospital. He shot a web across the street onto the building and pulled himself up to the building top. No one saw, luckily.  
Peter ripped his shirt and pants off, revealing his costume. He pulled his mask over his face and jumped. He shot a web and swung around another building. He stuck to the side of another building. He shot a web across the way and swung up the street.  
Suddenly, Carnage swung out of the next street and kicked him in the side, and through a window. He rolled across the ground. Carnage jumped in and screamed out loud.  
"Clear out!" Spider-Man yelled over the screaming.  
He kicked Carnage out onto the street and covered the window with webbing.  
He made sure everyone was gone. He jumped out the web and landed on Carnage. Carnage kicked him off and he went flying into the wall of a nearby building.  
Spider-Man's costume was all ripped. The left eye piece of his mask was torn off.  
"You never were really smart, Spidey," Carnage laughed.  
"Really now?" Spider-Man laughed.  
Carnage grabbed him by the throat and pulled him from the wall.  
Spider-Man's spider sense went off, and Carnage must have felt it too, because he also looked up. Doctor Octopus crawled towards them.  
"You ruined everything Spider-Man!" Octavius used a tentacle to toss Carnage away and grabbed Spider-Man with another. He smashed Spider-Man through a wall. He was laying on the floor, his mask basically showing his whole face. He pulled it off and spat blood on the floor. His spider sense went off. A tentacle came in and grabbed him. He was thrown down the street. Spider-Man shot a web to stop his fall. He swung towards Doc Ock. He used to webs to spring into him. He kicked him through the window, although his tentacles basically broke his fall. Carnage wrapped Spider-Man in a thick, red/black, symbiotic tentacle and pulled Spider-Man towards himself. Spider-Man broke free and kicked Carnage across his face. He punched him a few times. Carnage blocked one and tripped him. He sent a claw downward towards his stomach, but Doctor Octopus used a tentacle to stop his arm. He pulled Carnage away and slammed him into a car.  
Carnage screamed. Spider-Man turned and saw them fighting each other. It was intense.  
"He is mine!" Carnage screamed and shot webs at Doc Ock's body and pulled him.  
"No, mine!" He used his own tentacles to cut the webs and hit Carnage into another car.  
"I was here first! I had him!" Carnage jumped up towards Octavius.  
"I have been after him longer!" Doctor Octopus blocked and hit him a few times with the tentacles.  
"GENTLEMEN!" Spider-Man said, being ignored. "It seems you have reached an impasse."  
They continued fighting.  
"Well um. You girls keep it up until your both dead. I'm gonna go." He shot a web at a clothesline outside an apartment and grabbed a cloth. He wrapped it around his face and prepared to swing away, but something hit him in the back of the head. He fell to the ground unconscious.

_To be continued…  
_ _ _

Next time will be the finale chapter!  
Please review? I haven't got one yet!


	8. I am Spider-Man (Finale)

**The Final Chapter**

Spider-Man woke up. Doctor Octopus laid on the road, laying against a car, unconscious. He had his tentacles tied up with Carnage's webbing.  
On the wall beside him, smeared in his own blood, again, it read "CARNAGE".  
Spider-Man called the police to get Octavius and swung off.

Aunt May's funeral was on a Sunday. There was a slight rain. Peter stood near the grave with MJ and Harry. He was surprised when a few of his old classmates, including Flash Thompson showed up.  
After the funeral, Peter went straight home and laid on the couch. He mourned her death while watching the TV show he used to watch with her. It was a cooking show, which despite Peter not being able to cook, he enjoyed. Mostly because he watched it with his Aunt.  
His spider sense went off and he looked up. Someone stood above him. He rubbed his eyes and looked closer.  
He saw Gwen Stacey.  
He jumped up.  
"MYSTERIO!" He called out.  
"I'm not an illusion, idiot." She giggled and sat down. "I mean, I am, but I am not Mysterio's."  
"Prove it," He said.  
"I can just leave?" She got up.  
"Okay. It's you." He sat down.  
"So are you alright?"  
"No, my Aunt died and now I have no one except Harry and MJ."  
The door burst open. "AND ME!" Deadpool laughed and sat on Gwen."  
"How do you know where I live?" Peter asked.  
"I was at the funeral man!" He told him.  
"I didn't see you." Peter told him.  
"I am a ninja! _HA-YA!_" He laughed.  
"Why are you here?" Peter ignored him.  
"That Carnage guy ripped my throat out, and I just wanna do the same." He told Peter.  
"Well Good luck finding him. He disappeared. Octavius scared him off." Peter got up.  
"Nice chatting to ya buddy! Sorry about your Aunt, but I gotta skedaddle. Places to be, people to kill."  
"Yeah, bye." Peter said.  
The door shut.  
Peter sat down and cried.

MJ opened the door and saw Peter sleeping on his couch with a picture of Aunt May in his hands.  
She sat by him and took the picture. She placed it on a coffee table and woke him up.  
"Hey sleepy head," She laid next to him, their noses almost touching.  
"Hey," He tried to smile, only just succeeding.  
"How are you?" She asked.  
"Apart from my Aunt dying…I'm alright." He told her, looking at her big, green, beautiful eyes.  
She looked back at him.  
He kissed her. They kept kissing. He started rubbing her leg, and she kissed him even more.  
They started removing their clothes.

Peter woke up next to MJ. Saturday. Almost a week after Aunt May's passing.  
He got up and rubbed his eyes.  
"Morning," MJ smiled.  
"Morning." Peter turned around. She was laying down looking at him. She signaled with her fingers for him to get back in bed. He laid next to her and they cuddled.  
He turned and faced her. He kissed her.  
"I wanna show you something." He smiled.  
"Okay." She got up and pulled her clothes on her naked body, and Peter did the same.

Peter helped her climb up the fire escape to the top of a roof. He walked her to the side.  
"What is it you wanna show me?" She asked. "Don't say 'the view' because that is just…not good."  
"No, it's far more…amazing." He smiled.  
He wrapped his arm around her waist. "I would have shown you last night but, you know." He winked.  
She giggled.  
"So what is it?" She asked.  
He shot a web at a building across from them and swung with her. She screamed, like she was having fun, but she was also surprised.  
He swung around another building.  
"You are Spider-Man!" She yelled into his air, over the wind.  
"Yep! Don't tell anyone! Not even Harry!" He called back.  
"I cross my heart!" She grabbed onto him with both hands.  
"It'll be easier if you hop on my back." He called out.  
She got on his back, with care. He slowed down as she did so.  
He pulled his mask on in case they wanted to go low. He still had civilian clothes on though.

Spider-Man stood on the edge of the highest building in New York. It was nighttime and he had dropped MJ at his place and went out for patrol. He looked over the city.  
Uncle Ben stood next to him.  
"I've been watching you Peter. You've grown, and I am proud of you." He started. "You've done good kiddo. And you have come far from the spider bite. I just want to let you know I love you."  
He took the mask off. "I love you too, Uncle Ben."  
He smiled and walked off, disappearing with every step.  
Peter pulled the mask over his face. He dived off the building and started swinging around the city.

_Not everyone is meant to make a difference. But for me, the choice to lead an ordinary life is no longer an option.  
The story of my life is not for the faint of heart.  
I made a choice once to live a life of responsibility.  
Whatever life holds in store for me, I will never forget these words: "With great power comes great responsibility."  
__**I AM SPIDER-MAN!**_

EXELSCIOR!  
Please review!


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